Newco definition
Examples of Newco in a sentence
As of the Closing, the Keurig Parties shall cause the JV and Keurig Newco to enter into an investment agreement, on terms and conditions consistent with the term sheet attached hereto as Exhibit J (the “Kodiak Preferred Stock Investment Agreement”), pursuant to which the JV will invest the Purchase Price in Kodiak Newco in exchange for Series A Nonvoting Preferred Stock of Kodiak Newco and Kodiak Newco will use the proceeds from such investment to directly or indirectly fund the JDEP Acquisition.
Prospector, the Company and Newco shall be referred to herein from time to time collectively as the “Parties”.
In addition, in the event that Kodiak Newco fails to pay all or any portion of the quarterly dividend due and payable in respect of the Kodiak Preferred Stock, the JV shall deliver, and shall cause to be delivered, prompt written notice (and in any event, within two (2) Business Days after the occurrence thereof) of such event to the Co-Investor Limited Partner.
This Section 5.12 shall survive the consummation of the transactions contemplated by this Agreement and shall be binding on all successors and assigns of the Company and Newco (including Amalco and the Surviving Company).
Subject to Section 8.8, except as set forth in the Company Disclosure Schedules, the Company and Newco hereby represent and warrant to Prospector as follows.